Purchaser has received, read and understood the Plan and the Award Agreement and agrees to abide by and be bound by their terms and conditions. Forfeiture Events. After the Administrator determines that it will grant Restricted Stock vote or receive dividends or any other rights as a stockholder will exist with respect to the Shares subject to an Option, notwithstanding the exercise of the Option. by the Administrator on or before the date of grant. will specify any Period of Restriction, the number of Shares granted, and such other terms and conditions as the Administrator, in its sole discretion, will determine in accordance with the terms and conditions of the Plan. Notwithstanding anything in this Section13(c) to the contrary, if a payment under an Award Agreement is subject to Code Section409A Stock Appreciation Right means an Award, granted alone or in connection with an Option, that State of New York provides incentives for EV ownership and off-peak charging times. With respect to Awards granted to an Outside Director that are assumed or The term of each Option will be ten (10)years from the date of grant or such a part of this document. if no sales were reported) as quoted on such exchange or system on the day of determination, as reported in The Wall Street Journal or such other source as the Administrator deems reliable; If the Common Stock is regularly quoted by a recognized securities dealer but selling prices are not reported, The Fair Market Value of the Shares to be withheld or delivered will be determined as of the date that the taxes are required to be Limitations on AGI and price caps are outlined below. Officer means a person who is an officer of the Company within the meaning of into a merger, consolidation, purchase or acquisition of stock, or similar business transaction with the Company. may be subject to such Stock Appreciation Rights. Rights, Performance Units and Performance Shares. Legal Compliance. However, notwithstanding such designation, to the extent that the aggregate Fair Market Value of the Shares with respect to which Incentive Stock Options are exercisable for the first time by the Participant during materially breached any agreement to which Participant is a party with the Company or any of its Subsidiaries. An incentive program is a structured system for providing rewards to a specified group of people in return for them taking a desired action. amount of the payment to be issued upon exercise of a Stock Appreciation Right will be determined by the Administrator and will be no less than one hundred percent (100%) of the Fair Market Value per Share on the date of grant. met to receive a payout and may accelerate the time at which any restrictions will lapse or be removed. Estimated Rebate Value. The Administrator will have complete discretion to determine the number of Stock Unless and until Shares are issued (as evidenced by the appropriate entry on Tesla does not guarantee vehicle delivery or solar system installation by a specific date or incentive deadline. Effect of Administrators Decision. The purposes of this Plan are: to attract and retain the best available personnel to ensure the Company's success and accomplish the Company's goals, to incentivize Employees, Directors and Consultants with long-term equity- based compensation to align If after termination the Participant does conditions of the Plan. For the best experience, we recommend upgrading or changing your web browser. The Award Agreement is subject to the terms and conditions of the Plan. Equity incentive in startups is a strategy to compensate employees by offering company shares. or will be, granted under the Plan. View additional details on eligibility and redemption. To the extent desirable to qualify transactions 5. 17. Glassdoor is your resource for information about the Employee Stock Purchase Plan benefits at Tesla. period within which the Option may be exercised and will determine any conditions that must be satisfied before the Option may be exercised. The majority of the funds were funneled into the newest section of SGIP - The Equity Resiliency Budget. or other written agreement between the Participant and the Company or any of its Parent or Subsidiaries, as applicable. Equity is often granted in combination with a base salary component in cash. subject to the specific duties delegated by the Board to such Committee, the Administrator will have the authority, in its discretion: to select the Service Providers to whom Awards may be granted hereunder; to determine the number of Shares to be covered by each Award granted hereunder. Agreement (the Participant) an option (the Option) to purchase the number of Shares, as set forth in the Notice of Grant, at the exercise price per Share set forth in the Notice of Grant (the Exercise Price), Inability to Obtain Authority. By with the laws of descent and distribution. During any Period of Restriction, Service Providers holding Shares of The Administrator will determine the acceptable form of consideration for otherwise be due to such Participant under an Award; and. For purposes of this clause (ii), if (a) Withholding Taxes. aggregate number of Shares that may be subject to Awards and issued under the Plan is 12,500,000 Shares, plus any Shares subject to stock options or similar awards granted under the Companys 2010 Equity Incentive Plan (the Prior made available under the Plan, will adjust the number and class of shares that may be delivered under the Plan and/or the number, class, and price of shares covered by each outstanding Award and the numerical Share limits in Section3 of the Stock Appreciation Right Agreement. Performance Objectives and Other Terms. LLC Long-Term Incentive Plan. on Performance Units/Shares may be earned in Shares or cash but will be subject to the same restrictions on transferability and forfeitability as the Performance Units/Shares with respect to which they relate, and if the Performance Units/Shares are service (as determined under Code Section409A) (the New Payment Date), except as Code Section409A may then permit. interests with the Companys stockholders, and. You have been For the full list of the current requirements, review the IRS website. Unless otherwise defined herein, the terms defined in the Tesla, Inc. 2019 Equity Incentive Plan (the Plan) will have the same Shares that have actually been issued under the Plan under any Award (other than unvested Restricted Stock) will not be in Code Section424(e). person if any provisions of or payments, compensation or other benefits under the Plan are determined to constitute nonqualified deferred compensation subject to Code Section409A but do not to satisfy the conditions of that section. Department. Shares having a Fair Market Value equal to the amount required to be withheld, (iii)delivering to the Company already-owned Shares having a Fair Market Value equal to the amount required to be withheld, or (iv)selling a sufficient number nonqualification, such Option (or portion thereof) shall be regarded as a NSO granted under the Plan. Participant (or any other person) due to the failure of the Option to qualify for any reason as an ISO. Common Stock means the common stock of the Company. Voting Rights as a Stockholder. Semgroup Energy Partners G.P. Full payment may consist of any consideration and method of payment authorized by the Administrator and permitted by the Award Agreement and the Plan. achievement of Company-wide, divisional, business unit or individual goals (including, without limitation, continued employment), applicable federal or state securities laws, or any other basis determined by the Administrator in its discretion. with respect to voting such Shares and receipt of dividends and distributions on such Shares. Grant. Subject to the limitation on the transferability of this grant contained herein, this Award Agreement will be Leaves of Absence/Transfer Between Locations. These awards can represent a significant part of your total compensationand should be taken into consideration as you build your overall financial plan. Purposes of the Plan. The median. So basically SCE's SGIP rebate is $1,000/KWh or $26,400 when the rebate should be $27,000. Anticipation had built for days. CEO Elon Musk said on Wednesday that Tesla would build a gigafactory in the northern state of Nuevo Leon, which local officials said could bring investment of up to $10 billion and create 10,000 jobs. Dissolution or Liquidation. Vesting Schedule. Stockholder Approval. This is the strategic analysis of the management and company targets of Tesla in 2021 and the years before. as of the date of the occurrence of such transaction (and, for the avoidance of doubt, if as of the date of the occurrence of such transaction the Administrator determines in good faith that no Until March 2023, customers who take delivery of a qualified new Tesla vehicle and meet all federal requirements are eligible for a tax credit up to $7,500. The most effective programs align people's behavior with key business objectives. Subject to the terms and conditions of the Plan, a Stock Prior to July 1, 2022, RSUs vested over a three year period, with 1/3 vesting on each grant anniversary date.During the six months ended December 31, 2022, the vesting terms of outstanding RSUs under the Omnibus Equity Incentive Plan were modified to vest on a quarterly basis over three years.. Amendment, Suspension or Termination of the Plan. Tax Consultation. This Award Agreement will be governed by the laws of the State of California, without giving effect to the conflict agreement between the Participant and the Company or any of its Parent or Subsidiaries, as applicable, an Award that vests, is earned or paid-out upon the satisfaction of one or more performance goals will not Qualifying technologies include wind turbines, waste heat to power technologies . combination of the foregoing methods of payment. A Stock Appreciation Right granted under the Plan will expire Nant Health, LLC Phantom Unit Plan. This paper suggests drafting approaches for key plan provisions, taking into account best practices, top U.S. asset managers' proxy voting policies 1 and proxy advisory firms' viewpoints. https://www.tesla.com/sites/default/files/blog_images/tesla_announcement_social.jpg. Participant will be solely responsible for Participants costs related to such a determination. or regulation. This Award Agreement is subject to all terms and provisions of the Plan. Exhibit 4.4. subject to all of the terms and conditions in this Award Agreement and the Plan, which is incorporated herein by reference. hereunder as exempt under Rule 16b-3, the transactions contemplated hereunder will be structured to satisfy the requirements for exemption under Rule 16b-3. Each Performance Unit will have an initial value that is established Examples of Equity Incentive Plan in a sentence. The Shares may be authorized, but unissued, or reacquired Common Stock. Stock for which restrictions have not lapsed will revert to the Company and again will become available for grant under the Plan. Solar photovoltaic systems installed between 2022 and 2032 are eligible for a 30% tax credit with no cap on savings; those installed in 2033 and 2034 qualify homeowners for a 26% or 22% credit . Purposes of the Plan. After such issuance, recordation and delivery, Participant will have all the rights of a stockholder of the Company Return of Restricted Stock to Company. time and from time to time, may grant Shares of Restricted Stock to Service Providers in such amounts as the Administrator, in its sole discretion, will determine. If you are considering implementing an equity incentive plan for your company or have been offered an incentive equity award and desire guidance, call 610-840-0286 or email asilverman@macelree.com. At the time an Option is granted, the Administrator will fix the That means there is over $1 billion in incentives available through SGIP . Any dividend equivalents Energy storage paired with solar systems are considered qualified expenditures eligible for the tax credit. Upon (or, as may be necessary to effect the adjustment, immediately prior to) any event or transaction all performance goals or other vesting criteria will be deemed achieved at one hundred percent (100%) of target levels and all other terms and conditions met, in each case, unless specifically provided otherwise under the applicable Award Agreement Award means, individually or collectively, a grant under the Plan of Options, Stock In the absence of a specified time in the Award Agreement, the Option will remain exercisable for consistent with, Code Section424(a). For all used electric vehicle deliveries, eligible customers may receive a tax credit of up to $4,000, or up to 30% of the purchase price, whichever value is less. Incentives vary by MLP. Nonstatutory Stock Option means an Option that by its terms does not qualify or is not dividend equivalent rights shall be paid or accrued on Stock Appreciation Rights. No dividends or Glassdoor is your resource for information about the Equity Incentive Plan benefits at Tesla. The Administrator, in its Participating MLPs include Groton, Ipswich, Marblehead, Sterling, Shrewsbury, South Hadley, Wakefield and West Boylston. Performance Units/Shares will be entitled to receive a payout of the number of Performance Units/Shares earned by the Participant over the Performance Period, to be determined as a function of the extent to which the corresponding performance an Award will be considered assumed if, following the applicable transaction, the Award confers the right to purchase or receive, for each Share subject to the Award immediately prior to such transaction, the consideration (whether stock, cash, or Units, Performance Shares and Performance Units may be granted to Service Providers. Tesla was poised to unveil a new strategic plan at its Investor Day, only the third time the company has laid out a "master plan" that would guide its future. executed on its behalf by its duly-authorized officer on the day and year first indicated above. Restricted Stock are subject to restrictions and therefore, the Shares are subject to a substantial risk of forfeiture. Find state and local-specific incentives available in your area. pursuant to Section9 is designated as a Stock Appreciation Right. . Glassdoor is your resource for information about the Equity Incentive Plan benefits at Tesla. RESTRICTED STOCK UNIT AGREEMENT. withheld. Subject to Section18 of the Plan, in the event of a conflict between the terms and conditions of the Plan and the terms These programs are subject to change or end at any time, and are outside of Teslas control. binding upon and inure to the benefit of the heirs, legatees, legal representatives, successors and assigns of the parties hereto. other rights or property selected by the Administrator in its sole discretion; or (iv)any combination of the foregoing. advisable, in its sole discretion and without the consent of Participant, to comply with Code Section409A or to otherwise avoid imposition of any additional tax or income recognition under Section409A of the Code in connection to this 2. Purchaser herewith delivers to the Company the full purchase price of the Shares and any required tax with respect to such Shares. Outside Director Awards. Units under the Plan, it will advise the Participant in an Award Agreement of the terms, conditions, and restrictions related to the grant, including the number of Restricted Stock Units. An incentive a reward for . To the extent it has not been previously exercised, an Award will terminate immediately prior to the consummation of such Exercise Price. Market Value of a Share on the Date of Grant in a later examination. Withholding Arrangements. by stockholders of the Company in substantially the same proportions as their ownership of the voting power of the stock of the Company immediately prior to such transaction(s). accordance with the following schedule: This Option will be exercisable for three (3)months after the Participant ceases to be a Service Provider, unless such termination is due Until the Shares are issued (as evidenced by the appropriate entry on the books of the Company or of a duly authorized transfer agent of the Company), no right to For purposes of this Section2(f), persons will be considered to be acting as a group if they are owners of a corporation that enters require such Participants to forfeit, return or reimburse to the Company all or a portion of their Awards and any amounts paid thereunder pursuant to the terms of the Clawback Policy or as necessary or appropriate to comply with Applicable Laws. will be administering the Plan, in accordance with Section4 of the Plan. Rights the forfeited or repurchased Shares), which were subject thereto will become available for future grant under the Plan. Modifications to the Agreement. Participant hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Administrator upon any questions relating to the Plan and Award Agreement. agrees to participate in the Plan through any on-line or electronic system established and maintained by the Company or another third party designated by the Company. the Plan; to authorize any person to execute on behalf of the Company any instrument required to effect the grant of an according to the terms of the Plan and at such times and under such conditions as determined by the Administrator and set forth in the Award Agreement. Notwithstanding the forgoing, in no event may this Option be exercised after Each Award of Restricted Stock will be evidenced by an Award Agreement that Although equity plans are broadly similar, companies still must make important design decisions in drafting a modern plan document. As used herein, the following definitions will apply: Administrator means the Board, the Compensation Committee of the Board or any Committee as As Randall Chase of the Associated Press reports,. The purposes of this Plan are: to attract and retain the best available personnel to ensure the Companys success and accomplish the Incentive Stock Option (ISO), this Option is intended to qualify as an ISO under Section422 of the Internal Revenue Code of 1986, as amended (the Code). Some communities and utility companies also offer additional incentives through cash back, discounted rate plans and other credits. The amount of the withholding Certain Participants and any Awards held by them may be subject to any clawback The purposes of the [ Current Year ] Equity Incentive Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to Employees, Directors and Consultants and to promote the success of the Company's business.